De Slag om TNT

ABN Amro: hold - 9,60 euro

• We est fair take-over price €9.60 (based on €250 synergies split 50/50 or 4% of revenues) = Standalone €7.80 +€1/8 synergies
• Based on close €9.57 we feel time adjusted risk reward (realisticly) not  attractive at moment, as FDX could bid ("Certain" according to Telegraaf  sources close to TNT), but FDX has less synergies and thus one is relying on  "once in a life time opportunity hope".
• Burgmans (Chairman Board TNT) states rejection on more than price and names potential competition issues + staffing/social issues, but states remains in  talks with "intention to solve issues"and would not todo this if he  doesnt believe these issues can be resolved
• So we very much believe the deal will happen (also above €9), but in order to  BUY at moment one needs to see > €10 bid, which seems agressive, despite fact it is possible. Note as joint market-shares around 27% we dont feel Europen competition issues as a real problem

Rabo Securities: reduce under review, price taget EUR10.50
We believe this marks the start of a successful delisting of TNT. Due to operational underperformance, huge shareholder pressure and the fact that PostNL needs the money, we believe a delisting will be unavoidable. The EUR 9 bid equals an EV/EBITDA 2012E of 8.6x. Given the operational challenges of TNT and our DCF value of EUR 8.7, this looks a fair initial bid, but it is not stretched.

We put synergies at 3% of TNT sales, or EUR 200m per year. This is worth EUR 2.83 per TNT share. Assuming 50% for shareholders TNT, we believe a bid could easily get to EUR 10.50. At EUR 10.50, UPS woud still generate an ROIC in 2013 of 8.1%. Chances of a bidding war with FedEx are significant, as global market leadership is at stake. If so, a further strategic premium is likely.

Highlights PostNL:

• At EUR 9 for TNT, PostNL's gain vs closing last Friday is EUR 1.10 per share.
• With TNT at EUR 9 and PostNL at EUR 4.40, we calculate an Adjusted EV/EBITDA 2012 multiple of 4.9x. In our view, that is fair value.
• With TNT at EUR 10.50, PostNL has upside to EUR 5.03.

Morgan Stanley: ratings under rview
We look at varied scenarios of the inferred synergies and returns at different takeout price levels. We assess that at between EUR8-12 share price for TNT Express and 8-12% discount rates the implied pretax synergy benefits range from EUR200-1,100m. These synergies, added to our base case FY13e EBIT of EUR359m, could see post tax (33%) returns on TNT Express in the range of 7-13% on our calculations.

Implications for PostNL. Our analysis reveals that a TNT Express share price at or above EUR8 implies a negative value for the underlying PostNL business based on Feb 17 close of EUR3.31. On our analysis of the TNT Express close price at Dec 31, the gain on sale recorded by PostNL could be sufficient to return them to a modestly positive book equity level. In addition, proceeds from a sale (at EUR9) would mean their net debt position peaks well below the investment grade threshold of ~EUR450m.

JPMorgan Chase: under review
We recommend taking profits at levels near the UPS bid level as (1) TNTE didn’t cite price level as a basis for rejection, (2) discussions continue, (3) TNTE indicated an aim to resolve differences and (4) while a bidding war cannot be ruled out completely, the price for FDX would be dear.

SNS Securities: hold - 9 euro
Betting on a higher bid is betting on the negotiating skills of the TNT Express board or on a third party entering. It depends on the individual investor’s risk appetite whether it is worth holding out for more, letting the TNT Express board manage the odds.

KBC Securities: hold - 9,70 euro
We value a take-over situation for TNT Express shareholders at € 3.3/sh, based on three different scenarios. Given the current bid, we add move to our acquisition scenario, which results in a TP of € 9.7/sh (€ 6.4 + € 3.3). We stick to our Hold rating.

Theodoor Gilissen: under review
Ook bestaat er een kans dat concurrent FedEx met een bod op TNT Express komt, maar dat concern heeft nog niets daarover bekend genaakt. Een overname van TNT Express door UPS of FedEx leidt tot zeer aanzienlijke kostenbesparingen, waardoor het bod van Eur 9 per aandeel aan de lage kant is. Ons advies is Under Review.

Credit Suisse: neutral - 10 euro
Credit Suisse upgrades TNT Express to neutral from underperform and almost doubles its target price to EUR10 from EUR5.05 on UPS's (UPS) unsolicited EUR9 per share offer, which represents a 42% premium. The brokerage expects PostNL to be supportive of the bid, while Deutsche Post's DHL "seems likely less pleased as it would have to face up to a distinctly stronger competitor" in Europe and Asia.